AGB - General Terms and Conditions
§1 Allgemeines – Geltungsbereich
(1) Our terms and conditions of business shall apply exclusively; we do not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions of business. Our terms and conditions shall also apply if we carry out the delivery to the customer without reservation in the knowledge of terms and conditions of the customer that conflict with or deviate from our terms and conditions.
(2) Our offer is directed exclusively at traders. These terms and conditions apply only to entrepreneurs within the meaning of § 310 para. 1 BGB.
§2 Conclusion of contract
(1) Our offer is subject to change unless otherwise stated in the order confirmation. Misprints, technical changes in shape and color and/or weight remain reserved within the scope of what is commercially reasonable. Our products may be made in whole or in part from natural products. If this is the case, natural customary and minor changes in shape, color and / or weight may occur. These remain reserved within the scope of what is reasonable. In this respect, there is agreement between the parties.
(2) By placing an order for goods, the customer bindingly declares that he wishes to purchase the ordered goods from us subject to these terms and conditions. We shall be entitled to accept the contractual offer contained in the order within two weeks of receipt. Acceptance can be declared either in text form or by delivery of the goods to the customer. The conclusion of the contract shall be subject to correct and timely delivery by a supplier to be considered, if applicable. The reservation shall only apply if we are not responsible for non-delivery. This shall apply in particular in the event of the conclusion of a congruent covering transaction with due diligence. The purchaser will be informed immediately in the event of non-availability of the service. The consideration - insofar as it should already have been made - will be refunded to the purchaser without delay.
(3) In the case of orders with advertising or special productions, excess or short deliveries of 10% of the ordered goods upwards or downwards are possible and shall be deemed to be in accordance with the contract. Within this deviation, the quantity actually delivered shall be invoiced.
§3 Production release
(1) If the subject of an order is goods which are to be manufactured by us according to specifications and/or are to be tailored to the needs of the customer, we shall send the customer - insofar as this is reasonable and possible from an economic point of view - either a sample and/or the illustration of a product sample by mail or electronically.
(2) On the basis of the sample or its illustration, the Purchaser may either submit change requests or declare production release. The declaration of production release shall be made by the customer using a template sent by us with the sample/illustration by fax and/or email. The declaration of release shall be irrevocable.
(1) Unless otherwise stated in the order confirmation, our prices shall apply "ex works", excluding packaging; this shall be invoiced separately. The statutory value-added tax is not included in our prices; it will be shown separately in the invoice at the statutory rate on the day of invoicing. The deduction of discounts requires special written agreement.
(2) The delivery of the goods shall be made against prepayment, unless another mode of payment has been expressly agreed between the contracting parties. Unless otherwise agreed, our invoices shall be due and payable immediately.
(3) We reserve the right to under- or over-deliver by up to 10% for production-related reasons. This will result in either a credit note or subsequent debit.
(4) The customer shall only be entitled to set-off rights if its counterclaims have been legally established, are undisputed or have been acknowledged by us. In addition, he shall be entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
(1) Delivery dates or deadlines are only binding if they have been confirmed by us in writing or in text form. We shall not be responsible for delays in delivery and performance due to force majeure and due to events which make delivery significantly more difficult or impossible for us, not only temporarily, even in the case of bindingly agreed deadlines and dates. They entitle us to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up period or to withdraw from the contract in whole or in part due to the part not yet fulfilled.
(2) If we are responsible for non-compliance with bindingly agreed deadlines and dates or are in default, our liability shall be limited to 0.5 percent of the invoice value (excluding VAT) of the deliveries and services affected by the default for each full week of the default, but to a maximum total of 5 percent of the invoice value of the deliveries and services affected by the default. Any further claims shall be excluded unless the delay is due to gross negligence on our part.
§6 Transfer of risk - packaging costs
Unless otherwise stated in the order confirmation, delivery "ex works" is agreed. Separate agreements shall apply for the return of packaging. If the customer so desires, we shall cover the delivery by transport insurance; the costs incurred in this respect shall be borne by the customer.
(1) Claims for defects on the part of the customer presuppose that the customer has properly fulfilled its obligations to inspect the goods and give notice of defects in accordance with § 377 of the German Commercial Code (HGB).
(2) If the purchased item is defective, the customer shall be entitled to choose between subsequent performance in the form of rectification of the defect or delivery of a new item free of defects. If the subsequent performance fails, the customer shall be entitled to demand rescission or reduction at its discretion.
(3) We shall be liable in accordance with the statutory provisions if the customer asserts claims for damages based on intent or gross negligence, including intent or gross negligence on the part of our representatives or vicarious agents, or if we culpably breach a material contractual obligation. Insofar as we are not accused of intentional breach of contract, the liability for damages shall be limited to the foreseeable, typically occurring damage.
(5) The Client shall be solely liable if the copyrights of third parties are infringed by the execution of the order. When placing the order, the Contractor shall be indemnified against all claims of third parties due to such infringement.
(6) Liability for culpable injury to life, limb or health shall remain unaffected; this shall also apply to mandatory liability under the Product Liability Act.
(7) Unless otherwise stipulated above, liability is excluded.
(8) The limitation period for claims for defects is 12 months, calculated from the transfer of risk.
§8 Retention of title
The goods remain our property until full payment. However, the purchaser is entitled to resell the goods subject to retention of title in the ordinary course of business. In the event of resale, the purchaser shall assign to us by way of security all claims arising from the resale. In the event of access by third parties to the goods subject to retention of title, the purchaser shall draw attention to our ownership and notify us of the transaction without delay.
§9 Place of jurisdiction - Place of performance
(1) If the customer is a merchant, our place of business shall be the place of jurisdiction; however, we shall also be entitled to sue the customer at the court of his place of residence. Unless otherwise stated in the order confirmation, our place of business shall be the place of performance.
(2) The law of the Federal Republic of Germany shall apply; the validity of the UN Convention on Contracts for the International Sale of Goods is excluded.
§10 Data protection
We are obliged to comply with the applicable data protection regulations. We are entitled to store the personal data communicated in the context of the order for purposes of contract processing by way of EDP and to include them in a customer file.
§11 Severability clause
Should one of the aforementioned provisions be or become partially or wholly invalid, this shall not affect the remaining provisions. The invalid provision shall be replaced - insofar as legally permissible - by the valid provision which the parties would have agreed if they had been aware of the invalidity of the provision at the time of concluding the contract.
Mister Bags GmbH
Managing Director Tobias Gottwald
Tel.: +49 201 890 414 0
Fax: +49 201 890 414 10